The story begins at the western town of Justin, at the tabernacle, where the preacher (Richard Webb) and Sister Lucindia (Helena Humann) are leading the congregation in singing hymns. The preacher then launches into a fire and brimstone sermon that causes some members to get all riled up and others to have trouble staying awake.
Meanwhile, there are two cowboys approaching the church on horseback, taking turns drinking from a bottle of whiskey as they go. One of the cowboys is Gimp Murphy (Hugh Feagin). They dismount and approach the church, where two men are about to enter the front door. The two men are the ushers, tasked with passing the collection plates. Gimp and his partner disable and tie up the ushers and take their places, entering the church and awaiting the preacher's cue to start passing the plates.
Ma Purvis (Sadie French) is so taken with the preacher's sermon, that she tells her husband Jova Purvis (Robert Middleton) to not only make a contribution from his little coin purse, but to add the "mine money." Jova reluctantly takes an envelope from his jacket pocket and drops it into the collection plate. As Gimp and his partner slip out the door with the money, the preacher sees them and calls the alarm. The congregation rushes out after them. The preacher grabs a rifle and shoots at the cowboys as they ride away on their horses. He hits Gimp's partner, mortally wounding him, but the man manages to stay on his horse. Someone calls out that the cowboys are headed for Fairplay.
A dude from the east arrives at the Justin train station. His name is Teddy (Phillip Alford), and he's on his way to Fairplay to see his great uncle, F.O. McGill (Paul Ford). He tries to speak with a number of people nearby to inquire about getting a ride over to Fairplay, a distance of about 20 miles. No one is interested in talking to him, probably because he's an obvious tenderfoot, dressed in knickers and wearing glasses.
The telegrapher (Frank Burkett) advises Teddy to speak with Skinner Bindleshaft (Paul Glaser) who's sitting atop a buckboard nearby. He guarantees Skinner will give Teddy a ride if he pays him. Teddy tells Bindleshaft that he has $5 and asks for a ride to Fairplay. Bindleshaft tells him it will cost $10 for him and $8 for his luggage. Teddy complains and tries to negotiate, but Bindleshaft holds firm, so Teddy agrees.
F.O. McGill runs a "health spa" in Fairplay. It's a health spa in name only. It's actually a very run down building with a sign out front that says "Fair Haven Hotel" and it's doubtful that it does much, if any, legitimate business at all. The only people inside the building are sitting in the bar and include F.O., Utah Brazos (Terry Wilson), Dela Running Eagle (Norris Domingue), Raul (Paul Barloya), and Jefferson Washington (Bill McGhee). The four men are all supposed gun slingers hired by F.O. to help him rid the community of the Purvis family, enemies of F.O.
Utah has his handgun rigged with a hair trigger, but it's always going off at inopportune times and just misses accidentally wounding or killing those nearby. Raul is a slightly built Mexican who drinks too much, Jefferson is thickset black man, and Running Eagle is a half Paiute Indian and half Hungarian who has a prized violin that he likes to play (but not very well).
F.O. remembers that this was the day his nephew, Teddy, was to arrive in Justin and he had intended to send one of the men over to pick him up at the train station. He starts ordering the men to take the wagon and go get Teddy, but they all have excuses as to why they can't or won't do it. F.O. finally has to hope that Teddy can find his own way to Fairplay.
Two miles outside of Fairplay, Bindlestaff stops the wagon (he's got F.O.'s wagon) and tells Teddy to get out. Teddy thought he'd paid for a ride all the way to Fairplay, but Bindlestaff said it was just to the junction, and he'd have to pay another $3 for him to go on into Fairplay. Teddy refuses and gets out of the wagon and unloads his luggage.
At the Fair Haven Hotel, another employee of F.O.'s is Captain Bob (Ethan Allen), an older man dressed like a sailor who sits in a makeshift eagle's nest on top of the hotel, keeping a lookout for any activity in the surrounding area. He has a telescope and a speaker tube at his disposal. The other end of the speaker tube is inside the bar and Bob communicates with F.O. using the device. As F.O. puts it, "I have four 3rd rate gunslingers and one crazy sailor that I have to play ship with."
Gimp and his partner come across Teddy sitting at the crossroads. Teddy asks them for a ride to Fairplay. Gimp agrees to give him a ride for six bits and tells him he can ride behind his partner, who is draped across his horse. Teddy hides his luggage in some nearby shrubs and gets on the horse. They continue on and arrive at the hotel, where Gimp lifts his dead partner from his horse and F.O. directs him to take the body to the back room.
Gimp attempts to sell his stolen goods to F.O., including the collection plates and some gold watches. F.O. tries to explain to Teddy that Gimp often brings in exotic items as part of their import-export business.
F.O. sits Teddy down and tries to explain to him how rough the west is and how men have to be tough to survive.
F.O. tries to get one of his men to go get his wagon back from Bindleshaft and then go fetch Teddy's luggage back at the junction, but they again all give reasons why they can't or won't. Finally, Running Eagle agrees to do it.
Teddy asks Running Eagle to go kill and bring back a variety of animals, small to large, so he can mount them. He's a taxidermist and was sent out west by his father to expand their collection. Running Eagle agrees, once he learns that he'll be paid for the work, but he's not too excited about going onto the Purvis Ranch to do the collecting. Teddy had seen some distant hills he thought would be a good place for hunting and had told Running Eagle that.
Jed Bartrum (Bill Thurman) is a would-be partner with Bindleshaft (Bindleshaft runs the Fairplay Mercantile). Jed's a rough-hewn sort, handy with his hands, and Bindleshaft has a plan that could make them both rich enough that they could move to Paris, France to live. That really appeals to Jed. Bindleshaft then explains that he wants Jed to build a non-working replica of a Gatling gun that he will then attempt to sell to F.O. and Jova Purvis, knowing each of them would not be able to resist such a weapon that had the potential to put up a wall of lead to mow down their enemies.
F.O. tells Teddy a story about a boy named Johnny McGill (Mark Clyce), who was like a son to him. Seems Johnny was sparking Pearlie Purvis (Barbara Hancock), which Jova Purvis did not take kindly too. Johnny came riding back to Fairplay slumped over his horse and as he approached the hotel and F.O. he slid from the horse, uttered something about blueberry pie, and died. F.O. figures that Jova poisoned the boy by putting something in some blueberry pie.
Teddy is over at the general store later, looking over the western clothes, when Pearlie comes into the store where she finds a dress and holds it in front of her as she dances around. Teddy watches and is immediately smitten with the girl. When she sees him, she likewise is attracted and wants him to come call for her at her house. Teddy starts to tell her who he is, then thinks better of it and he tells her that Bindleshaft is his uncle.
Billy Joe Purvis (Charlie Dell) had come to town with Pearlie and Bindleshaft conned him into agreeing to accepting a case of marmalade jelly at a cost of $48 to take home. Billy Joe is not to swift and excitedly agrees. As he's out loading the marmalade into a wagon, Utah approaches and after insulting Billy Joe, calls him out to face him in a gunfight. Billy Joe doesn't understand the insult, so Bindleshaft has to take some time to explain it to him, then the fight is on. Both Billy Joe and Utah draw and fire, neither one of them coming anywhere close to their targets. Once they run out of ammo, they just go on their separate ways.
Sheriff Oakes (Desmond Dhooge), comes looking for McGill and tells him he's looking for Gint Murphy, a suspect in the church robbery. They talk as they stand over the open coffin with the dead cowboy inside. Teddy comes into the room and F.O. tells the sheriff that it's Teddy's Uncle Buck who's dead in the coffin. After the sheriff leaves, Gint pushes up from underneath the dead cowboy and gets out of the coffin where he'd been hiding.
When Jova sees the case of marmalade that Billy Joe brings home, and learns that Bindleshaft is charging them $48 for it, he becomes livid and orders his sons to join him as they head for Fairplay to confront Bindleshaft about it.
Captain Bob sounds the alarm when he spots Bindleshaft and his sons approaching. He tells F.O. that they have what appears to be a box of dynamite with them. That gets everyone excited as they scramble to take up positions for an ambush. A big shootout ensues, but no one can hit anyone else, although F.O. and his men to a pretty good job at shooting up the marmalade box. A truce is finally called as Jova explains that he's there to see Bindleshaft, not engage in a battle with F.O. and his men.
Bindleshaft is in his store, his face all spotted red and his head wrapped in a blanket, pretending to be sick. Jova demands that Bindleshaft take back the marmalade and take the charge off his account. Bindleshaft is able to make it appear as though Billy Joe willingly accepted the jelly, but even so, because the box and contents had been damaged in the shootout, there could be no refund.
Teddy sees an opportunity for a new and very unusual addition to his taxidermy collection, so he takes the dead cowboy and prepares to figure out how to preserve him. Pearlie sees Teddy struggling with the body, first to put it in an outhouse (but Utah has to go and thinks it's just some passed out drunk who falls out when he opens the door), then on a table inside a building. She offers to help Teddy work on the body, but she falls asleep and wakes up just as Teddy is finishing making a mummy out of the body. Pearlie is upset that there will be trouble when her father realizes she'd been away all night. She wants Teddy to lay low for a couple days until things calm down, then they can arrange to meet at a place called Trapper's Shack.
F.O. tells a story about Weasel Pardee, a gold miner who died without telling anyone the location of his high producing Broken Blackfoot Mine. However, he did produce a map that was put up as a wager in a poker game that F.O. was involved with. F.O. won the hand but had to reimburse a couple other men who'd put up the money to allow him to place the bet. F.O. cut the mine map into three pieces and gave one to Jova, one for himself, and the third to a man he knew only as having a tattoo of a pink carnation on his butt cheek.
Jed finishes the Gatling gun mock-up and Bindleshaft goes first to offer it to Jova, for $5,000. Jova orders Ma to go get their cash box, ignoring her protests. The money is turned over to Bindleshaft, but he tells Jova that he can't have the gun yet, as the man who he was selling it for still had the firing pin. He'd have to take the gun back to Ft. Hooke and have the man install the firing pin. He'd have it back in two days.
Bindleshaft next takes the gun over to F.O. and sells it to him for $5,000, this time explaining that he would have to go to Ft. Hooke to get the special ear plugs that go with the gun, otherwise if they fired it they could go deaf or even die. One of Jova's sons witnesses the exchange and runs off to tell his father.
Jova is pissed and tells his boys that they will go to their mine and collect the dynamite stored there and then return to blow up the hotel. Meanwhile, F.O. invents some earplugs (wax in the ears covered by strips of red towels around their heads) and prepares to fire the Gatling gun. Bindleshaft and Jed scoot out of town with the money. When F.O. sees Jova and sons by the hotel, he orders the Gatling gun fired at them. Of course, the gun doesn't work and the dynamite Jova and his boys placed end up blowing up the hotel.
Among the rubbish, Running Eagle is able to find and retrieve his violin, then he leaves town, following the other gunmen and Bob.
Meanwhile, Purvis and F.O. find the dead cowboys mummified remains and notice right away a red carnation on one of his butt cheeks. They search around and find the other third of the map to the mine. They then start arguing about whom it rightfully belongs too and the movie ends.